Securities code: 300446 securities abbreviation: * ST Le Cai Announcement No.: 2022-003 Baoding Lucky Innovative Materials Co.Ltd(300446)
Suspension announcement on planning to issue shares to purchase assets and raise supporting funds
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions. 1、 Reasons for suspension and work arrangement
Baoding Lucky Innovative Materials Co.Ltd(300446) (hereinafter referred to as “the company”) is planning to issue shares to purchase assets and raise supporting funds and related party transactions. Due to the uncertainty of relevant matters, in order to safeguard the interests of investors and avoid significant impact on the company’s share price, according to the relevant regulations of Shenzhen stock exchange, the company applies, The trading of the company’s shares (Securities abbreviation: * ST Lok material, securities code: 300446) has been suspended since the opening of the market on Monday, February 7, 2022.
The company is expected to disclose the trading plan within no more than 10 trading days, that is, to disclose relevant information in accordance with the requirements of the standards for the contents and forms of information disclosure by companies offering securities to the public No. 26 – major asset restructuring of listed companies before February 21, 2022, and apply for resumption of trading.
If the company fails to convene the board of directors to review and disclose the trading plan within the above period, the trading of the company’s securities will be resumed and the planning of relevant matters will be terminated at the latest from the opening of the market on February 21, 2022. At the same time, the main work, progress, impact on the company and subsequent arrangements of the planning matters during the suspension period will be disclosed to fully remind the risks and uncertainties of relevant matters, And promised not to plan major asset restructuring within at least one month from the date of disclosure of relevant announcements.
2、 Basic information of this planning event (I) basic information of the underlying assets
The subject assets of this reorganization are all or part of the equity of southern Sichuan Aerospace Energy Technology Co., Ltd. (hereinafter referred to as “Southern Sichuan energy”) and Chengdu Aerospace Molding Co., Ltd. (hereinafter referred to as “aerospace molding”), and the final scope of the subject assets shall be subject to the disclosure of subsequent announcements. The basic information of Chuannan energy and aerospace molding is as follows: 1. Chuannan Aerospace Energy Technology Co., Ltd
Enterprise name: Chuannan Aerospace Energy Technology Co., Ltd
Unified social credit Code: 915105000739730497
Registered address: No. 010220, Gaoba Hangtian Road, Longmatan District, Luzhou City
Legal representative: Xie Lu
Registered capital: RMB 100 million
Company type: limited liability company (state-owned holding)
Date of establishment: July 26, 2013
Business term: July 26, 2013 to no fixed term
Licensed items: production of civil explosives; Sale of civil explosives; Blasting operation (for items that must be approved according to law, business activities can be carried out only after being approved by relevant departments. The specific business items shall be subject to the approval documents or permits of relevant departments)
General items: Engineering and technical research and test development; Technical services, technology development, consultation of technology business scope, technical exchange, technology transfer and technology promotion; Research and development of mechanical equipment; Manufacturing of special equipment for oil drilling and production; Sales of special equipment for oil drilling and production; Oil and gas technical services; Import and export of goods; China cargo transportation agency; International freight forwarder; General cargo warehousing services (excluding hazardous chemicals and other items requiring approval); Sales of metal materials (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license)
2. Chengdu Aerospace Molding Co., Ltd
Company name: Chengdu Aerospace Molding Co., Ltd
Unified social credit code 915101007203396784
Registered address: Hangtian North Road, Longquanyi District, Chengdu, Sichuan
Legal representative: Deng Yixue
The registered capital is RMB 21 million
Company type other joint stock limited companies (unlisted)
Date of establishment: January 21, 2000
Business term: January 21, 2000 to no fixed term
Develop, design, manufacture and sell engineering injection molds and all kinds of molds, engineering plastic products, daily-use plastic products and medical plastic products, technology transfer, China’s commercial trade (except for products specially controlled by the state, monopolized within the scope of business and franchised commodities), and operate the export business of self-produced products and technologies of the enterprise; Operate the import business of raw and auxiliary materials, instruments and meters, mechanical equipment, spare parts and technologies required for the production of the enterprise; It is engaged in processing with imported materials and “three supplies and one compensation” business. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(II) name of main counterparty
The main counterparties of this reorganization are Sichuan Aerospace Industry Group Co., Ltd. (hereinafter referred to as “Sichuan Airlines Group”) and Sichuan Aerospace South Sichuan Initiating Explosive Technology Co., Ltd. (hereinafter referred to as “South Sichuan initiating explosive technology”). The scope of the counterparties has not been finalized, and the finalized counterparties shall be subject to subsequent announcements. The basic information of Sichuan Airlines Group and southern Sichuan pyrotechnics is as follows:
1. Sichuan Aerospace Industry Group Co., Ltd
Company name: Sichuan Aerospace Industry Group Co., Ltd
Unified social credit code 91510112587580437r
Registered address: No. 118, Hangtian North Road, Chengdu Economic and Technological Development Zone (Longquanyi District), Sichuan Province
Legal representative: Li Zhanwen
Registered capital: RMB 500 million
Company type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: March 25, 1997
Business term: December 23, 2011 to no fixed term
General items: general equipment manufacturing (excluding special equipment manufacturing); Enterprise headquarters management; Business scope management; Housing lease; Non residential real estate leasing; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license)
2. Sichuan Aerospace Chuannan Initiating Explosive Technology Co., Ltd
Company name: Sichuan Aerospace Chuannan Initiating Explosive Technology Co., Ltd
Unified social credit code 91510500204707577g
Registered address: No. 9, Longteng Road, Jiangyang District, Luzhou City
Legal representative: Xie Lu
Registered capital: RMB 100 million
Company type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: November 30, 1984
Business term: October 17, 2006 to no fixed term
R & D, production and sales of initiating explosive devices (operating within the scope and period approved by the license), metal materials and non-metallic materials; Machining of mechanical parts; Technology development, technical services, technology transfer to business scope and technical consultation; Transportation of dangerous goods and freight services (the above two items shall not be carried out without relevant administrative permission); House leasing; Equipment leasing.
(for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(III) transaction mode
The transaction mode of this transaction is expected to issue shares to purchase assets and raise supporting funds. There is still uncertainty in this transaction. The specific transaction mode, counterparty and other plans shall be subject to the information disclosed in the subsequent announced reorganization plan or reorganization report. (IV) main contents of the intention document of this reorganization
On January 28, 2022, the company signed a letter of intent with Sichuan Airlines Group and southern Sichuan pyrotechnics, the main contents of which are as follows:
1. The company plans to acquire all the equity of southern Sichuan energy and aerospace molding held by Sichuan Airlines Group and southern Sichuan pyrotechnics by issuing shares to purchase assets;
2. Sichuan Airlines Group and southern Sichuan pyrotechnics intend to participate in the reorganization and agree to negotiate with the company on the specific target asset scope, counterparty, transaction scheme, share issuance price, target asset pricing and other arrangements of the reorganization; 3. Both parties agree to actively give the other party necessary cooperation, fully promote the restructuring and complete the signing of the formal transaction agreement;
4. This letter of intent is only the preliminary cooperation intention of both parties on this reorganization. The specific rights, obligations and arrangements of both parties in this reorganization shall be subject to the formal transaction agreement finally signed by both parties;
5. This letter of intent may be terminated in writing by consensus of both parties. 3、 Arrangement during suspension
From the date of suspension, the company will actively carry out various work in accordance with relevant regulations, perform necessary approval and review procedures, and submit and disclose documents that meet the requirements of relevant regulations to the exchange within the promised period.
4、 Information of intermediary institutions to be employed
Up to now, the company has not hired an intermediary. The relevant intermediary company will be hired as soon as possible. 5、 Risk tips
The company plans to issue shares to purchase assets and raise supporting funds and related party transactions. There is still great uncertainty. Please pay attention to the investment risks. 6、 Documents for future reference
1. Application form for suspension of major asset restructuring of listed companies signed by the chairman of the company and sealed by the board of directors; 2. Letter of intent for cooperation signed by relevant parties of this transaction;
3. The explanation document of the counterparty that it is not allowed to participate in the material asset reorganization of any listed company;
4. Other documents required by Shenzhen Stock Exchange.
It is hereby announced
Baoding Lucky Innovative Materials Co.Ltd(300446) board of directors January 28, 2022
